ING Conditions for Payment Services Version 3.2, valid as from 2 February ING Commercial Banking!

Transcription

1 ING Conditions for Payment Services Version 3.2, valid as from 2 February ING Commercial Banking!

2 These ING Conditions for Payment Services apply as from 15 August 2014, the country specific section of Czech Republic as from 1 January 2014, of Romania as from 1 March 2014, of the Netherlands and of Slovakia as from 1 February 2015, of Germany and Spain as from 2 February 2015.

3 Table of content 1. Definitions and interpretation Definitions 5 Account 5 Accountholder 5 Agreement 5 Available Balance 5 Balance 5 Batch Payment Order 5 Beneficiary 5 Book Date 5 Business Day 5 Channel 5 Channelholder 5 Channel Provider 5 Cheque 5 Client 5 Conditions 5 Country Specific General Conditions 5 Credit Balance 5 Cut-off Time 5 Debit Balance 5 Direct Debit 5 EEA 5 Electronic Signature 5 ING 6 ING Channel 6 ING Goods 6 ING Office 6 Payment Instrument 6 Payment Order 6 Payment Services Documents 6 Payment Services 6 Payment Transaction 6 PKI 6 Privacy Statement 6 Product Conditions 6 PSP 6 Security Interest 6 SEPA Direct Debit B2B 6 SEPA Direct Debit Core 6 SEPA Countries 6 Statement 6 Tariffs 6 Tariffs and Conditions 6 Unique Identifier 6 Users 7 Value Date 7 Virus 7 Website Interpretation and construction 7 2. General Applicable conditions Availability and amendments Amendment and availability of Payment Services Purpose of the Payment Services Co-operation, information and contact details of the Client No right of disposition of the Client Power of attorney 9 3. Payment transactions Payment Orders Time of receipt and start of execution Payment Orders and Payment Transactions Maximum execution time of Payment Transactions Book Date and Value Date Revocation of Payment Orders Refusal, suspension and forwarding of Payment Orders Reservation for Payment Transactions Payment Order in writing Currency of the Account and execution of foreign currency Payment Orders Payments by third parties Payment instrument Use of a Payment Instrument Payment Instrument Limits Blocking Direct Debit SEPA Direct Debit Core and SEPA Direct Debit B2B Refund of a Direct Debit Unauthorised Direct Debit Direct Debit block by the Client Direct Debit Block by ING Cheques Cash deposits and withdrawals Cash deposits Cash withdrawals Channels General ING Channels and third party PSP s System requirements and security Channel Specific Provisions ING Online Regional Site InsideBusiness Payments 17 ING Conditions for Payment Services 3

4 ING Service for SWIFTNet ING FTP Service Costs and interest Fees and Expenses Credit interest Debit interest and unauthorised Debit Balance Charging principles for international Payment Transactions Payment transaction information Account information Checking the information on Payment Transactions provided by ING Contesting and approving of Payment Transactions Liability Limitation of ING s liability Unauthorised Payment Transactions Defective execution of Payment Transactions Use of the Website and ING Channel Indemnity Force Majeure Severability Term and termination Term and termination Survival Inactive Account Partial invalidity/unenforceability Subcontracting Ownership and Intellectual Property Rights Taxes and levies Counterparts Applicable law and disputes Applicable law Disputes 25 Annex 1: Country specific provisions Austria Belgium Bulgaria Czech Republic France Germany Hungary Ireland Italy Luxembourg Netherlands Poland Portugal Romania Slovakia Spain Switzerland United Kingdom Transferability Communication Communication by ING Language Telephone recordings Data protection and bank secrecy Security interest and set-off Security Interest Right of set-off Further agreements and ING Office Miscellaneous Use of forms and formats The Client and third parties Evidence 24 ING Conditions for Payment Services 4

5 1. Definitions and interpretation 1.1. Definitions Terms defined in these ING Conditions for Payment Services shall have the following meaning: Account Any account used for the execution of Payment Transactions held in the name of the Accountholder with ING or a third party PSP. Accountholder Each person which is the holder of an Account. Agreement The International Account & Product Agreement and/or any other form or agreement relating to Payment Services between ING and the Client. Available Balance In relation to the Account the amount that the Client can freely dispose of, being the difference between the Balance - taking into account possible reservations, blocked and/or attached amounts - and the zero balance or, in the event that a credit limit has been agreed with the Client, the credit limit. Balance The balance on the Account at any given point in time. This balance is calculated on Business Days at fixed intervals. Batch Payment Order A Payment Order containing a group of several Payment Orders. Beneficiary The person which is recipient of the funds to which a Payment Transaction pertains. Book Date The date upon which a Payment Transaction and the resulting change in the Balance is processed in the Account. Business Day A day designated by the European Central Bank as a day upon which banks are open for the execution of Payment Services and Payment Transactions, excluding any Saturdays, Sundays and national public and banking holidays in the jurisdiction of the ING Office involved in the relevant Payment Service. More information regarding the applicable Business Days for each ING Office can be found in the Tariffs and Conditions. Channel An ING Channel or any secure online banking system and/or electronic communication channel provided by a third party. Channelholder Each person which is obtaining (the Payment Services regarding) an ING Channel. Channel Provider Isabel SA/NV, S.W.I.F.T. SCRL and/or any other person (not being ING) directly or indirectly providing a Channel. Cheque A written and unconditional order from one party (the drawer) requiring another party (the drawee) to pay a specified amount to a certain person or to the bearer of the order. Client Each person, including the Accountholder and Channelholder, which is obtaining the services from ING as agreed in the Agreement. Conditions These ING Conditions for Payment Services. Country Specific General Conditions Any country specific general conditions, other than country specific provisions as incorporated in Annex 1 of these Conditions, which are applicable to the relationship between the Client and the ING Office. Credit Balance The amount that the Client can claim from the ING Office as a result of a positive Balance on the Account. Cut-off Time The point in time on a Business Day prior to which a Payment Order, Payment Transaction, revocation or blocking request or other instruction or communication needs to be received by the ING Office for the execution of such instruction to start on the same Business Day. Debit Balance The amount that the Client owes to the ING Office as a result of a negative Balance on the Account. Direct Debit A Payment Transaction initiated by the Beneficiary on the basis of the Client s mandate given to the Beneficiary (and the Beneficiary s PSP, ING and/or a third party) to be debited from the Account and credited to an account of the Beneficiary. EEA The countries that form the European Economic Area from time to time. At the date of publishing these Conditions the EEA consists of the countries of the European Union, Iceland, Liechtenstein and Norway. Electronic Signature Data in electronic form attached to or logically associated with other electronic data and which serve as a method of authentication, including but not limited to a PKI, devices or files containing a private key with a personal digital certificate and, if applicable, the means of authentication and/or signing chosen by the Client and/or User, whether ING Conditions for Payment Services 5

6 or not required for the use of a Payment Instrument, based on options given by ING, or an applicable third party (e.g. a password, and/ or any other confidential identification code or number known only to the Client or User). ING ING Bank N.V. and/or any of its direct and indirect (local or foreign) subsidiaries and/or any of its or their affiliates, branches and offices. The term ING includes the ING Office. ING Channel ING FTP Service, ING Service for SWIFTNet, InsideBusiness Payments, ING Online Local Site, ING Online Regional Site, Telelink@Isabel or any other secure online banking system and/or an electronic communication channel provided by ING. ING Goods Any Payment Instrument, ING Channel, Website, ING PKI device or other goods, instruments, equipment, documents, software-carrier and software provided by ING for the use of an Account, a Payment Service and/or authentication of the Client or User. ING Office The relevant ING office(s) providing the Payment Service(s). More information regarding the ING office can be found in the Tariffs and Conditions. Payment Instrument The procedures and instruments agreed between ING and the Client which the Client, User or Beneficiary must make use of to give (consent to) a Payment Order to ING. Payment Order The instruction that is given by the Client, User or the Beneficiary, whether or not through a Channel, to execute a Payment Transaction. Payment Services Documents The Agreement, these Conditions, Product Conditions, Tariffs and Conditions, Country Specific General Conditions and any document, Website, terms of use or instruction from, or other agreement with, ING regarding Payment Services. Payment Services The payment services under the Payment Services Documents (including an Account and ING Channel) that ING provides to the Client through which Payment Orders can be issued and/or forwarded, Payment Transactions can be executed and information about Payment Orders and Payment Transactions can be provided to the Client. Payment Transaction An act initiated by the Client, User, Beneficiary or a third party, as the case may be, whereby funds in, to or from the Account are deposited, withdrawn, credited, debited or transferred. PKI A service provided by ING or a third party for the issuance and maintenance of digital certificates. Privacy Statement A document or statement from the ING Office containing information on how the ING Office treats and takes care of personal data. Product Conditions The conditions (other than these Conditions), agreements and/or other information, which apply to specific Payment Services. PSP An institution that provides and executes payment services, also named payment services provider. Security Interest (The creation of) a pledge, charge, hypothecation, mortgage, lien or any other security interest in the relevant jurisdiction. SEPA Direct Debit B2B A Direct Debit in euros (to be) processed based on the SEPA B2B Direct Debit Rulebook as issued by the European Payments Council. SEPA Direct Debit Core A Direct Debit in euros (to be) processed based on the SEPA Core Direct Debit Rulebook as issued by the European Payments Council. SEPA Countries The countries that form the Single Euro Payments Area from time to time. Statement Information provided by ING or a third party PSP with respect to an Account, Payment Transaction, Payment Order, confirmation, services or otherwise. Tariffs All costs, fees, commissions, expenses and charges for Payment Services set out in the Tariffs and Conditions. Tariffs and Conditions The document(s) setting out the Tariffs and additional conditions of the ING Office for Payment Services. Unique Identifier The combination of letters, numbers and/or symbols the Client must provide in the Payment Order to unambiguously identify the account of the Beneficiary to enable a PSP to execute the requested Payment Transaction. Depending on the Payment Service used the Unique Identifier consists, to the exclusion of any other element, of (i) the national accountnumber or (ii) the International Bank Account Number (IBAN), in either case together with the Bank Identifier Code (BIC), to the extent required. ING Conditions for Payment Services 6

7 Users A person that is directly or indirectly authorised by the Client to perform certain acts and/or issue Payment Orders, whether in written form, in person, through a Channel or otherwise, for and on its behalf. Value Date The date as from which a Payment Transaction is taken into account for the calculation of interest (if applicable). Virus A virus or any other software routine that is meant or designed to provide access to, or allow use of, a computer system by an unauthorised person, to render such system useless, damaged or erased, or to disrupt or deteriorate its normal use. Website A website of ING or of an ING Office Interpretation and construction Unless the context clearly requires otherwise, a reference to a Payment Services Document shall include a reference to any annex or schedule thereto and a reference to a clause in a Payment Services Document shall be a reference to a clause of such Payment Services Document Headings in the Payment Services Documents are for ease of reference only Unless a contrary indication appears, a reference in the Payment Services Documents to: a person includes any natural person, legal entity, firm, company, corporation, government, state or agency of a state or any association, trust, joint venture, consortium or partnership (whether or not having separate legal personality) and shall include its successors in title, permitted assigns and permitted transferees; an agreement, conditions, terms, rulebook or document is a reference to such agreement, condition, terms, rulebook or document as amended, supplemented or readopted from time to time; and a legal concept such as, but not limited to, insolvency or attachment, which term is not used in the relevant jurisdiction, shall be construed as a reference to an analogous concept in such jurisdiction. 2. General 2.1. Applicable conditions These Conditions apply to the Payment Services Documents between the Client and ING and to all Payment Services provided by ING. The country specific conditions incorporated in any Payment Services Document, including, but not limited to, those incorporated in Annex 1 of these Conditions, shall only apply to the extent the Client is obtaining the relevant Payment Services from an ING Office in such jurisdiction By signing the Agreement, or accepting any other document which refers to the applicability of these Conditions, the Client confirms that it has received and agreed to the Conditions and acknowledges that these Conditions are binding upon the Client There may be Product Conditions, Country Specific General Conditions and other conditions agreed by the Client and ING, which apply to a Payment Service provided by ING and the relationship between the Client and ING In case of a conflict between any document, the document higher on the list below will prevail in the following order of priority (with number 1 as the highest): 1 Agreement; 2 Product Conditions; 3 Tariffs and Conditions; 4 The country specific provisions as stated in Annex 1; 5 Conditions; 6 Country Specific General Conditions If these Conditions are provided to the Client in another language than English the English language version will in case of a conflict prevail The Client acknowledges and agrees that Payment Services Documents (including any amendments thereto) and all documents, information and/or conditions as referred to therein may be provided to the Client by electronic means Parties acknowledge that ING, when providing Payment Services, must comply with the rules and regulations of third parties such as the European Payments Council or any other relevant payment scheme, authority or body. In the event of a discrepancy between these Conditions or other Payment Services Documents and the rules and regulations of such third party, ING will provide the Payment Services in accordance with the rules of such third party Availability and amendments The most recent version of these Conditions and other Payment Services Documents are available at the ING Office. If requested ING will provide copies of the relevant Payment Services Documents on paper or on another durable medium without charge ING may, at any time, amend and/or supplement these Conditions and other Payment Services Documents. ING shall inform the Client of amendments and/or supplements no later than two months prior to the effective date of such amendments and/or supplements in accordance with Clause Changes in the Tariffs and Conditions can be applied with immediate effect and without prior notice. Any amendment of or supplement to any of the country specific provisions ING Conditions for Payment Services 7

8 incorporated in a Payment Services Document, including, but not limited to those stated in Annex 1, will be considered an amendment of or supplement to the Payment Services Document in which they are incorporated only for those Clients that obtain the relevant Payment Services from the relevant ING Office. Any Client to which those country specific provisions do not apply will not be informed of such amendment or supplement The Client will be deemed to have accepted the amendments and/or supplements, unless the Client has terminated in writing the relevant Payment Services Document no later than one month prior to the proposed effective date of the amendments and/or supplements. Such termination is free of charge. If the Client chooses to so terminate, that Payment Services Document shall terminate on the effective date of the amendments and/or supplements. On such date all claims of ING vis-à-vis the Client under such Payment Services Document become immediately due and payable Amendment and availability of Payment Services ING has the right to unilaterally amend, revise, expand, terminate, suspend or interrupt a Payment Service with immediate effect if it cannot reasonably be expected that ING continues to provide such Payment Service in this manner. ING will not be liable to the Client or any third party for any loss and/or damage resulting thereof. ING is not obliged to offer an alternative to the relevant Payment Service If at any time the Client ascertains that all or any part of a Payment Service is unavailable and/or not working properly it will promptly inform ING thereof Purpose of the Payment Services The Client can use a Payment Service only after the application and opening process has been completed to ING s satisfaction. The Payment Services shall only be used for purposes pertaining to the Client s profession, trade or business The Client shall not use the Payment Services for activities or purposes that are in violation of any law or regulation, or that can have a detrimental effect on the reputation of ING or on the integrity of the financial system The Client shall at ING s first request provide ING with information, including, if requested, official statements and declarations regarding its activities and objectives, about the reasons for the (intended) use of the Payment Services and as to the origin of the funds deposited or to be deposited with ING Co-operation, information and contact details of the Client The Client shall, and shall ensure that each User shall: comply with all applicable laws and regulations, including anti-money-laundering, anti-terrorism financing and sanctions laws and regulations; grant its full co-operation to ING for purposes of combating money laundering practices and terrorism financing, maintaining transparent and sound financial markets and/or any other matter to prevent (financial) fraud; co-operate with ING and provide upon request all information ING requires by law, regulation or according to ING s internal policies for the opening and operating of the Account and the provision of the Payment Services; provide all information and do all such acts and things to enable ING to comply with requests of local and foreign (tax) authorities; provide ING with all information required to check the identity of the Client and comply with know your-client regulations; inform ING immediately in case the Client has become a consumer or micro-enterprise however such terms may be defined under the applicable laws of the relevant ING Office; and provide ING with its contact details If the contact details are not or no longer known due to the Client s fault, ING can attempt to find out the contact details of the Client without being obliged to do so. The costs of such an investigation are for the Client s account When dealing with an ING Office, whether or not through an ING Channel, a Client and a User is obliged to identify itself, with any method or document as indicated by the ING Office. ING may carry out additional checks, and the Client or User may be required to answer questions in order to verify its identity For all Payment Orders or other communications issued by electronic means the Client acknowledges that its and the User s Electronic Signature constitutes proof of its identity and that it has the same evidential value as a document signed by the Client or User with its handwritten signature At ING s first request the Client and each User must provide ING with a specimen of their current handwritten signatures in the manner and/or form as required by ING and/or applicable laws and regulations The Client explicitly agrees and acknowledges that ING may rely that all information provided by the Client or User to it is correct, accurate and complete until ING receives written notification to the contrary. The Client will notify ING as soon as possible, and ultimately within 30 days, of any changes and/or updates of the information provided No right of disposition of the Client The ING Office must as soon as possible be notified in writing if the Client is no longer in existence or no longer authorised to dispose of or operate the ING Conditions for Payment Services 8

9 Account. As long as the ING Office has not been notified thereof in writing, ING may (continue to) perform its obligations and execute or forward Payment Orders received from or on behalf of the Client. In addition, the ING Office may (continue to) execute, or forward a Payment Order it received prior to or shortly after the ING Office was notified in writing of aforementioned events if ING cannot reasonably prevent the execution or forwarding thereof After the notice of an event as indicated in Clause ING may require that the person who claims to be authorised to perform (legal) acts on behalf of (the estate of) the Client submits proof thereof in form and substance acceptable to ING Power of attorney The Client may grant a power of attorney to Users to dispose of its Account, use its Account with regard to a Payment Service, use its Channel, issue Payment Orders, receive Statements and other information and/or perform any other acts, subject to any specific limits. The power of attorney must be in a form acceptable to ING and, unless otherwise stipulated in said document, such power of attorney is governed by the laws of the country of incorporation of the Client. The User so authorised may perform all acts included in the power of attorney in the name of and for the account of the Client regardless of any conflict of interest of the User. The Client hereby irrevocably and unconditionally waives any defence or claim it may have based on the existence of any such conflict The Client shall ensure that Users are bound by and shall observe and comply with all obligations as indicated in these Conditions and the other Payment Services Documents. The Client shall be liable vis-à-vis ING for all obligations pursuant to these Conditions and the other Payment Services Documents including, but not limited to, all acts and inactions of Users. Notwithstanding any reference to the term Client in any Clause of these Conditions or the other Payment Services Documents all restrictions, disclaimers and limitations of liability also apply to the relationship, if any, between ING and a User The Client must immediately notify ING in a form acceptable to ING of the revocation, termination or amendment of a power of attorney regarding any User in writing, or, if such option is available and approved by ING, via an ING Channel. Until ING receives such notification any power of attorney shall, irrespective of (i) any registration with any public record of the details and/or any changes to it and/or (ii) whether it is a general or specific power of attorney remain in full force and effect. ING may continue the execution or forwarding of a Payment Order or any other instruction that has been given to ING by such User prior to or shortly after ING has received such notification if ING cannot reasonably prevent the execution or forwarding thereof. The revocation, termination or amendment of a power of attorney does not have any consequences for (the validity of) a Payment Order with a scheduled execution date after the revocation, termination or amendment date of such power of attorney and shall not affect the validity of any power of attorney prior to such revocation, termination or amendment Upon ING s request the Client shall (i) confirm or ratify all acts that any User will have performed pursuant to and within the powers conferred by any power of attorney and (ii) promptly and duly execute all such documents and instruments, enter into such agreements and do all such acts and things as ING may reasonably determine as necessary in order to give effect to the provisions of this Clause If the Client as Channelholder has received a power of attorney from a third party, the Client expressly agrees and acknowledges that ING may rely on such power of attorney as being valid, binding and enforceable until it receives notification to the contrary in writing, or, if such option is available and approved by ING, via an ING Channel. ING will forward and/or execute all Payment Orders received from the Client based on such power of attorney. The Client may not claim with ING that such Payment Order and/or Payment Transaction was unauthorised If the Client as Accountholder authorises a Channelholder to forward Payment Orders with respect to its Account via the ING Channel of such Channelholder, the Client expressly agrees and acknowledges that the ING Office where the Account is held may rely on such authorisation and execute all Payment Orders received from such Channelholder based on such authorisation. The Client may not claim with ING that such Payment Order and/or Payment Transaction was unauthorised. 3. Payment transactions 3.1. Payment Orders Information on the manner in which the Client can give Payment Orders to ING is included in these Conditions and the relevant other Payment Services Document The Client shall provide ING with complete, correct, unambiguous and accurate Payment Orders. ING is authorised to act upon and rely on information contained in Payment Orders given by the Client Unless otherwise stipulated in the Payment Services Documents, the Client gives its consent to a Payment Order by entering its Electronic Signature ING Conditions for Payment Services 9

10 or other agreed means of authorisation and submitting it or otherwise completing the initiation. If consent by more than one User is required this shall be given once all relevant Users have entered their Electronic Signature or other means of authorisation If a third party Channel is used for the initiation of a Payment Order, the Client is deemed to have consented to the execution of the Payment Order once ING has received the concerning Payment Order ING is authorised to issue further instructions and set requirements and limitations regarding the use and form of any Payment Order ING shall execute Payment Orders on the basis of the Unique Identifier and not based on the name and/or address of the Beneficiary. A Payment Order is deemed to be executed correctly if ING executes it on the basis of the Unique Identifier. Neither the name of the Client or Beneficiary, nor their address, is part of the Unique Identifier even when such information is required e.g. for control purposes pursuant to laws or regulations. ING shall have no obligation to check any discrepancies between the Unique Identifier provided by the Client and other details that may identify the Beneficiary such as its name or address. ING is not liable for the consequences of the execution of a Payment Order if the Unique Identifier provided by the Client does not belong to the Beneficiary as intended by the Client. However, if requested, ING shall make a reasonable effort to recover the monies in connection with the Payment Transaction. Any reasonable costs incurred by ING relating to such recovery may be charged to the Client Each (manner to initiate a) Payment Order will be subject to restrictions as set out by ING in the Payment Services Documents. Not all manners to initiate Payment Orders are available to each Client and a Client can only use a manner to initiate a Payment Order if so approved by ING Clause 3.2 up to and including 3.5 and 3.7 up to and including 3.10 are not applicable in case an ING Channel is used by the Client to initiate Payment Orders with respect to an Account held with a third party PSP Time of receipt and start of execution Payment Orders and Payment Transactions A Cut-off Time applies with respect to the start of the execution of Payment Orders. Information on the Cut-off Times and other times prior to which a Payment Order has to be received by ING are included in the Tariffs and Conditions The point in time of receipt of a Payment Order, whether or not through a Channel, is deemed to be the point in time that ING has recorded that it has been received The execution period of a Payment Order as contemplated in Clause 3.3 shall start on the day of receipt thereof by ING provided that such Payment Order is received on a Business Day and before the relevant Cut-off Time. In the event that the Payment Order is not received on a Business Day or is received after the relevant Cut-off Time, the Payment Order is deemed to have been received on the following Business Day. ING may make a reservation for the Payment Order in accordance with Clause The Client may request, in the manner as set out and indicated by ING, that execution of a Payment Order shall start on a specific day, at the end of a certain period or, if so agreed by ING, on the day on which the Client has placed funds at ING s disposal. The point in time of receipt of such Payment Order will be considered to be the agreed day for execution of the Payment Order. If the requested day is not a Business Day for the ING Office, the Payment Order will be deemed to have been received on the following Business Day. If a calendar month has fewer days than the date upon which the execution of a Payment Order to transfer a specified amount periodically is scheduled, the execution shall start on the last Business Day of that month Cut-off Times also apply for incoming Payment Transactions. If such transaction is not received on a Business Day or is received after the relevant Cutoff Time it is deemed to have been received on the following Business Day Maximum execution time of Payment Transactions Payment Transactions in the lawful currency of the EEA country where the Account is held to an account held with a PSP located in the same country, as well as Payment Transactions in euros to an account held with a PSP located in an EEA or SEPA Country shall be credited to the account of the PSP of the Beneficiary at the latest by the end of the following Business Day following the point in time of receipt of the Payment Order as specified in Clause If a Payment Transaction referred to in Clause is initiated on paper, the execution period referred to in Clause shall be extended by one Business Day Payment Transactions in the currency of an EEA country which does not have the euro as its currency, to an account held with a PSP located in an EEA country shall be credited to the account of the PSP of the Beneficiary at the latest by the end of the fourth Business Day following the point in time of receipt of the Payment Order as specified in Clause Other execution periods apply to Payment Transactions that do not fall under Clauses up to and including More information can be found in the Tariffs and Conditions or obtained from ING. ING Conditions for Payment Services 10

11 3.4. Book Date and Value Date Subject to Clause 3.2, when ING receives an amount in euros or in another EEA currency that is to be credited to the Account, ING shall credit this amount on the same Business Day. In that case, the Value Date is the same as the Book Date. When ING receives an amount in a non-eea currency to be credited to the Account, the Book Date can differ from the Value Date When ING receives a notification to credit an amount to the Account, it is possible that ING credits such amount before ING actually receives it. In that case, the Book Date is the Business Day upon which the amount is credited to the Account and the Value Date is the Business Day upon which ING actually receives such amount and it is at ING s disposal. In the period between the Book Date and the Value Date, the credited amount is not taken into account for the calculation of interest. If monies are withdrawn or debited from the Account during this period such that a Debit Balance would have arisen if ING had not credited the amount before actually receiving it, the Client is obliged to pay debit interest over this Debit Balance in accordance with Clause 9.3. In case ING does not unconditionally receive the relevant amount free at its disposal ING may, without prior notification, reverse the credit entry by debiting the same amount from the Account. If the amount received or to be received was converted into another currency when crediting the Account, ING may make the debit entry in such other currency at an exchange rate as determined by ING at the time of execution. All costs in connection with the reversal are for the Client s account When ING executes a Payment Transaction from the Account, ING debits the Account on the Business Day on which ING has started the execution in accordance with Clause 3.2. In that case, the Value Date is the same date as the Book Date Revocation of Payment Orders Unless otherwise stipulated in the Payment Services Documents, Payment Orders are irrevocable. However, Payment Orders received by ING through a Channel with a scheduled execution date may be revoked by the Client, provided that such revocation has been received by ING before the Cut-off Time on the Business Day preceding the scheduled execution date. Information on the manner in which a Payment Order must be revoked is included in these Conditions and/or other relevant Payment Services Document Refusal, suspension and forwarding of Payment Orders ING may (fully or partially) (i) refuse to execute or forward or (ii) suspend execution or forwarding of any Payment Order, if: the Payment Order is incomplete, incorrect, ambiguous or inaccurate; there is any doubt as to the validity of the Payment Order or the identity or authority of the person giving it; the power of attorney of the relevant User has been amended, revoked or is otherwise no longer valid; the Available Balance on the Account is insufficient or the Payment Order exceeds any applicable limit; the Account is blocked or attached; a Security Interest, right of set-off or a retention right exists on the related Account; the Payment Order violates any applicable laws or regulations or ING s internal policy; the Payment Order violates or breaches any agreement between ING and the Client; the Payment Order concerns a currency which is not freely available to ING; the Payment Order, whether or not received by ING through a third party Channel, does not comply with the form, format and/or other requirements of ING; or there is a suspicion of unauthorised or fraudulent use of a Payment Instrument or a Payment Service, or irregularities related to its security, until it is evident that this suspicion is without grounds When the Available Balance on the Account is insufficient the ING Office may execute a Payment Order with a scheduled execution date on the next three consecutive Business Days from the initial execution date as soon as the Available Balance is sufficient. Point in time of receipt of such Payment Order is deemed to be the point in time the Available Balance is sufficient to execute such Payment Order. The ING Office will refuse the (execution of the) Payment Order if the Available Balance is still insufficient at the end of the concerning third Business Day An ING Office will not execute or forward a Payment Order regarding an Account held with a third party PSP or another ING Office received through a third party Channel. ING will not notify the Client in accordance with Clause in such an event ING will not be liable for any loss and/or damage resulting from the non-execution or non-timely execution of the Payment Order as a result of a refusal or suspension in accordance with Clause Unless prohibited by applicable laws or regulations, ING will notify the Client of its refusal to execute or forward a Payment Order and, if possible, the reasons for the refusal and the procedure for correcting any factual mistakes that led to the refusal. ING shall notify the Client as soon as possible and in any case within the time lines for such Payment Order as indicated in Clause 3.3. ING ING Conditions for Payment Services 11

12 may charge the Client for the notification of the refusal of a Payment Order as specified in the Tariffs and Conditions Reservation for Payment Transactions Reservations can be made by ING for Payment Transactions. In the event that a Payment Transaction is received on a day that is not a Business Day or after the Cut-off Time, a reservation, if any, takes place immediately and the execution will start on the following Business Day. A reservation lowers or raises the Available Balance by the amount of the Payment Transaction to which the reservation relates Payment Order in writing A Payment Order in writing must be submitted in accordance with the requirements of the ING Office and by using a form and/or format in accordance with Clause By signing the appropriate form and submitting this form to ING, the Client gives its consent to the execution by ING of the Payment Order specified in the form. A fully completed and signed form constitutes a Payment Instrument Currency of the Account and execution of foreign currency Payment Orders Accounts can be opened in the currencies as specified by the ING Office. The Balance on the Account is held in the currency as indicated in the Agreement. Additional conditions may apply regarding Accounts held in currencies other than euro, United States Dollar, British Pound, Swiss Franc or the lawful currency of the jurisdiction where the Account is held Payment Orders can be executed in the currencies as specified and agreed by the ING Office. ING may decline Payment Orders in other currencies If the Client pays or receives amounts in a currency that is not the currency of the Account, ING shall debit or credit the Account with the equivalent value of such amounts in the currency of the Account. ING will determine the equivalent value on the basis of an exchange rate set by ING ING may, at any time, change exchange rates with immediate effect and without prior notice. Exchange rates are determined by ING on a daily or more frequent basis. Information regarding the applicable rate can be found in the Tariffs and Conditions and/or the Website of the ING Office ING will not be liable for any loss and/or damage incurred by the Client as a result of the non or defective execution of a Payment Order if this is caused by (the introduction of or amendment to) any law, order, regulation, decree or administrative action and/or any interference or act or omission by or under the order of a government, central bank or any other body claiming such authority. Furthermore ING will not be liable for any loss and/or damage incurred by the Client as a result of the confiscation, nationalization, requisition, sequestration, seizure, deprivation of the Account or the Balance thereon by the government, central bank or any other body claiming such authority in the country of the relevant currency or where such Account is held In order to maintain a Balance and execute Payment Transactions in the currency of the Account, other than the lawful currency of the jurisdiction where the Account is held, ING will hold a correspondent account at a PSP in the country of that currency. If the Agreement between ING and the PSP in respect of the correspondent account ends or is terminated for whatever reason, ING may terminate the Agreement and/or the Payment Service relating to the Account with immediate effect Payments by third parties The Client cannot prevent the crediting of payments into its Account. 4. Payment instrument 4.1. Use of a Payment Instrument These Conditions and other Payment Services Documents applicable to a Payment Instrument specify which aggregate of personalised device(s) and/or set of procedures form a Payment Instrument The Client shall use a Payment Instrument in accordance with the Payment Services Documents and instructions or information on the use of a Payment Instrument provided by ING and the Channel Provider. The (personalised) means of access and signing and/or security features of an ING Channel are a Payment Instrument The Client shall use the relevant Payment Instrument provided by ING, or the Channel Provider, for the relevant Payment Service. ING may require the Client to use a different Payment Instrument A Payment Instrument is strictly personal and nontransferable and may not be changed, copied or reproduced The Client shall upon receipt of a Payment Instrument take all measures required by ING and the Channel Provider to keep the Payment Instrument and its personalised security features safe. The Client shall furthermore take any measure that can reasonably be expected to ensure the security of the personalised security features and shall keep these features, including its Electronic Signature, user name and password secret from all others. The Client shall store the Payment Instrument in a place to which third parties have no access. Subject to evidence to the contrary, the fact that a personalised security feature and/or ING Conditions for Payment Services 12

13 Payment Instrument is used by a third party will constitute proof that the Client has failed to keep or store such items safe and secure and that they were accessible to third parties. The Client shall ensure that Users shall observe and comply with all obligations of this Clause The Client shall take note of the information provided by ING in relation to the secure use of a Payment Instrument and the measures that the Client must take to prevent fraud or other misuse of such Payment Instrument and shall act, and shall ensure that Users shall act, in accordance with such information. ING may change such information and in urgent situations such changes can be applied by ING with immediate effect. ING will inform the Client accordingly The Client shall, and shall ensure that a User shall: without undue delay notify the ING Office, on becoming aware of (i) any loss, theft, misappropriation or unauthorised use of a Payment Instrument, a personalised security feature of a Payment Instrument or any means of access to an ING Channel or (ii) a technical incident or any other fault which might jeopardise the security of a Payment Instrument, a personalised security feature of a Payment Instrument or any means of access to an ING Channel. The means of notification and the contact details of the ING Office can be found in the Tariffs and Conditions or Product Conditions. A failure to notify ING without undue delay constitutes gross negligence of the Client; immediately send a confirmation in writing to ING of any telephonic notification, which written confirmation must contain the date, time and any further relevant information of such notification; and forthwith report to the police and the other appropriate authorities the relevant event as referred to above under (i) Upon receipt of the notification as indicated in Clause 4.1.7, ING shall take appropriate measures to prevent any (further) misuse of the Payment Instrument or the ING Channel. At the Client s request ING will provide it with the means to prove that it made such notification up to 18 months after the notification as indicated in Clause Payment Instrument Limits In addition to the Available Balance and possible limits for a (group of) User(s), limits can apply for specific Payment Instruments. These limits may consist of minimum and/or maximum amounts for which Payment Transactions can be carried out with a Payment Instrument. ING may change such limits and in urgent situations such changes can be applied by ING with immediate effect. ING will inform the Client accordingly ING may assign a validity period to a Payment Instrument and ING is entitled to shorten or extend such validity period at any time Blocking ING is authorised to block a Payment Instrument, the Account, Available Balance or access to an ING Channel for reasons relating to (i) security or (ii) the suspicion of improper, unauthorised or fraudulent access or use thereof The Client may request ING to block the Account or its or a User s Payment Instrument or access to an ING Channel and a User may request to block its Payment Instrument or access to an ING Channel. The Client and User are obliged to request ING to block the Account, Payment Instrument or access to an ING Channel in case of any of the events as indicated in Clause and Notwithstanding any blocking request ING may continue the execution or forwarding of Payment Orders or any other instructions that have been given to ING by such Client or User prior to or shortly after receiving such blocking request if ING cannot reasonably prevent the execution or forwarding thereof Without prejudice to Clause 4.3.2, upon becoming aware of any improper, unauthorised or fraudulent access or use of the Account, Payment Instrument or Channel by a User or a third party, the Client shall immediately terminate or block such person s access to and use of the Account, Payment Instrument or Channel and shall inform ING promptly thereof. ING is not responsible for any loss and/or damage incurred by the Client. The Client will indemnify ING for any loss and/or damage incurred, as a result of the failure by the Client to comply with this Clause ING is not liable for any loss and/or damage incurred by the Client or a third party as a result of the blockage In case of a blockage by ING, ING shall, where possible prior to such blockage, inform the Client of such blockage and the reasons thereof, unless such communication would compromise objectively justified security reasons or is restricted or prohibited by applicable laws or regulations ING shall unblock the Account, ING Channel or the Payment Instrument, or replace the latter by a new Payment Instrument, once the reasons for blocking no longer exist. 5. Direct Debit 5.1. SEPA Direct Debit Core and SEPA Direct Debit B2B The Client s Account, provided it is held in euro, can be debited based on a SEPA Direct Debit Core or a SEPA Direct Debit B2B depending on the specifications in the Client s mandate to such Direct Debit. ING Conditions for Payment Services 13

14 The Client is deemed to have consented to a Direct Debit by issuing its Direct Debit mandate to the Beneficiary. Mandates can only be revoked with the Beneficiary The Client must submit to the ING Office where its Account is held, in the manner as required by the ING Office, either a copy of the SEPA Direct Debit B2B mandate or information regarding such mandate. The Client must further submit specific instructions relating to that mandate and any revocations and amendments thereto. All such information must be submitted as soon as possible and at the latest the Business Day preceding the day the (next) Direct Debit under the mandate has been scheduled Refund of a Direct Debit ING will refund a Direct Debit at the Client s request submitted in accordance with Clause 5.2.3, irrespective of the underlying reason for such request. A SEPA Direct Debit B2B cannot be refunded at the Client s request ING has the right at its own initiative to reverse a Direct Debit, including a SEPA Direct Debit B2B The Client must, in the manner indicated by ING, file a request to refund a Direct Debit with the ING Office where its Account is held within 8 weeks from the date on which the funds were debited from the Account ING shall credit the total amount of the Direct Debit to the Account of the Client within a maximum of ten Business Days after the receipt of a timely and correctly submitted request to refund such Direct Debit In the event of a refund or reversal of a Direct Debit, no compensation shall be paid for expenses or interest that has been charged to the Client. Furthermore, no credit interest shall be paid over the amount of the refund or reversal Unauthorised Direct Debit In the event that the period to request a refund of a Direct Debit as specified in Clause 5.2 has expired and the Client claims that the Direct Debit was unauthorised, the procedure set out in Clause 10.3 will apply. However, the Client cannot claim with the ING Office that a SEPA Direct Debit B2B was unauthorised, if it has failed to inform the ING Office in accordance with Clause of specific instructions relating to the relevant mandate or any revocation or amendment thereof in a timely and correct manner Direct Debit block by the Client If requested ING will apply to, or remove from the Account, a selective or general Direct Debit block. As a result of a selective block, any Direct Debit to the credit of a Unique Identifier, Beneficiary identification number, mandate identification number or to the credit of accounts held with a PSP in a certain country will not be executed. As a result of a general block, no Direct Debit will be executed The Client must submit a request to apply or revoke a selective or general Direct Debit block in the manner as indicated by the ING Office. A Direct Debit block shall come into effect no later than the following Business Day after receipt of such request provided it has been received before the Cut-off Time Direct Debit Block by ING ING has the right at its sole discretion to apply a general or selective Direct Debit block to the Account. ING shall notify the Client as soon as possible stating the reasons for the block and if necessary which measures the Client should take to lift the block, unless such communication would compromise objectively justified security reasons or is restricted or prohibited by applicable laws or regulations. 6. Cheques 6.1. If agreed, the ING Office will make Cheques available to the Client in order to enable the Client to initiate Payment Transactions with a Cheque within the limits of the applicable laws and regulations, these Conditions and any other applicable Payment Services Document The Client is deemed to have consented to a Payment Transaction based on a Cheque by completing and signing the Cheque and providing it to the Beneficiary. The Client s Account will, subject to these Conditions and any limitations regarding the execution of Payment Orders and Transactions, be debited based on such Cheque presented by or on behalf of the Beneficiary to ING for payment A completed and signed Cheque is a Payment Instrument. In addition to the provisions relating to Payment Instruments the following applies to the use of Cheques: the Client may only use Cheques issued or approved by ING; the Client may not put a future date on a Cheque; ING shall not be liable for any loss or damage incurred by the Client as a result of ING paying a Cheque before the date inserted on it or as a result of the counterfeiting, forgery or fraudulent use of Cheques; the Client shall without undue delay notify the ING Office in accordance with Clause on becoming aware of any loss, theft, misappropriation or unauthorised use of a Cheque; the Client may revoke or stop payment of a Cheque in accordance with and subject to any restrictions in applicable laws and regulations before it has been presented by or on behalf of the Beneficiary to ING for payment. ING may apply a fee for revoking or stopping a Cheque as specified in the Tariffs and Conditions; and ING Conditions for Payment Services 14